SEC Expands Accommodations For Its Confidential Registration Statement Review Process, Increasing Flexibility For Issuers

On March 3, the United States Securities and Exchange Commission (SEC) issued guidance expanding its policies related to its confidential Draft Registration Statement (DRS) review process to all registration statements made under the Securities Act of 1933, as amended (Securities Act) and the Exchange Act of 1934, as amended (Exchange Act).

Background of the Confidential SEC Review Process

The confidential DRS process allows issuers to have their registration statements reviewed by SEC staff prior to making the filing public. By allowing companies the opportunity to submit DRSs under confidential treatment, issuers are shielded from having to prematurely alert the public market of the contemplated offering and from sharing sensitive company information before the offering is adequately developed.